Rewriting the Code
by Mae Bleu
Summary: William wasn't sure why he was in the past, watching a group of outcasts come together and form a group of world saving Warriors, but he was pretty sure he wasn't supposed to be here. He was the bad guy, right? AU-ish.
1. Chapter 1

_**AN: **Aaaggghh...I had to. Just...had to. I've been holding on to this one for...I don't even know how long. CL does not get the love it deserves, and I find myself continuously disappointed by the lack of in-depth (SOMEWHAT REALISTIC) adventure stories for this series, so..._

_Quick Notes: I am pulling events from the episodes themselves, but I have no intention of rehashing them word-for-fricken-word. I will probably only briefly describe or leave out entirely certain episodes (I'm not about to restate the entire series, especially if the episode is useless for whatever overall plot I come up with for this). I am also more or less ignoring the fifth season-don't get me wrong, I liked Evolution, but it doesn't work into my timeline here. I will, however, be pulling William's avatar from Evolution (since I really do prefer him in black) and the look of the Towers ('cuz I just like the way they look in Evolution), but beyond a few aesthetics, no plot or characters from Evolution are planned to make appearances._

_I should also remind all readers that I am taking certain liberties with the characters to make them more realistic-Yes, we all know that CL was a kids show and it's old and cheesy beyond belief, but that doesn't mean I can't take the base of that world and make it a bit more mature to suit my now more-developed tastes(because you really don't realize how cheesy your favorite childhood shows were until you go back and watch them as an adult)._

_One more thing...  
>Quick Rant: WHY DOES WILLIAM NOT GET MORE LOVE? I mean, come on! If you look past the bravado and flirting he's actually a pretty interesting, realistic portrayal of a young man, something I also believe they made more obvious in Evolution when we actually get to see him post-possession. He has so much potential for character development and emotional trauma that he is probably my most favoritest character to use in CL EVER. Not to mention he's a badass fighter! But do I see fics about him? Almost. Never. In fact most CL fics are about frickn' high school romance and OC inserts. Do I care about romance? Not really. Do I mind it? If it's done well and is SECONDARY to a more interesting plot, sure. I write and enjoy writing about strong friendships-but cheesy teen romance? Gross. I don't read it, so I don't write it.<em>

_So William doesn't get enough attention in this fandom, or if he does it's typically not the flattering kind, so I am dedicating a story to him. If you have a problem with that, there are other stories out there. Don't waste your own time._

**Rewriting the Code**

**1 : Xana Awakens Part One**

William woke up….slowly. Confused and reluctant. There was a gentle light that he could see through cracked eyelids, and a soft warmth coming from the floor his cheek rested on. It took him a bit to regain any kind of coherency. He felt…strange. Out of touch with his own body. Like he hadn't used it in a long time and couldn't quite remember the mechanics. He felt fuzzy and sleepy despite not actually being tired.

Gradually, he focused. Idly observed the rapidly changing numbers dancing in little boxes on the blue walls. Twitched each individual body part until he was sure he knew where they were and that they functioned as they should. Then he sat up, leaning back on his hands and looking around, thinking. The glowing white platform, the bottomless darkness beneath, the ambient light, and the deep blue, screen-like walls were all very familiar. He wasn't sure why, but he didn't think he was supposed to be here.

There was no visible exit from the small, round room, but somehow William knew exactly what to do. He stood, his walk smooth despite being so unsure of his own extremities moments before, and stepped up to the wall in the one place the platform extended close enough to touch. After a second of looking at it, the wall began to ripple like water, faintly red light accenting each wave. Then he just stepped forward, melting right through it and out the other side.

Finding himself standing on the cool blue floor in a truly enormous room, William was again overcome with familiarity. The makeup of the room and, as he glanced behind himself, the tower he had been in were downright illogical and unrealistic. They looked cool though.

The tower was sleek and black and square shaped at the base, despite it's rather round interior, with some lines of decorative lighting around the lower half glowing deep purple. It was perched upon a mountain of huge blue blocks that didn't appear to have been placed together with any pattern in mind, with a more neat pathway of far larger blue blocks extending from misty nothingness below to allow access to the tower's base. In front of him the path extended to a matching blocky blue wall with an opening just the width of the path itself, leading who knew where. A geometry teacher's paradise and/or worse nightmare.

_This place…is…_ He knew this place. Somewhere so unique couldn't possibly be forgotten so easily. _…Carthage._

And it all came rushing back.

It didn't hurt nor was it terribly surprising, and it took virtually no time at all. Rather like flipping on a light switch—no light, now light. Before he knew nothing, now he knew something. William just rocked on his heels a little, blinked a few times, and then frowned deeply.

_This is…definitely not right._

Something had changed. Carthage felt _different_. It was _quiet_.

Where was Xana? He was more than happy, ecstatic even, that he had his brain to himself again, but if Xana wasn't in his head then where was it? He couldn't imagine it just…letting him go of it's own volition. It had seemed a little too settled and far too stubborn for that—William would even admit he felt a little odd, standing here without that ominous presence, that immense pressure and knowledge just hanging around beside his consciousness like some demented shadow.

He'd gotten…kind of used to it, actually. He had been essentially forced to accept the invading entity or be driven insane by the weight of it's presence smothering him to keep control, and even then it had been far from comfortable.

Xana hadn't seen much need to hide things from it's avatar, nor had it cared much at all for his general presence in the same body—so he had gotten to witness much of the AI's thoughts as they occurred, simply because it hadn't bothered to hide them from him. It had turned into something like daytime television for him—he hadn't needed rest, and he couldn't exactly turn it off or get away from it, so he just observed and tried to alleviate boredom. And it had been quite boring at times.

Even so, sharing a mind with an AI—capable of learning and processing information at the speed of sound—was an interesting experience to say the least. And mildly traumatizing. But that was for another day. William was quite sure that having all that information in his face and almost feeling thoughts racing by as if they were his own had some effect on his own thought process. Influenced him. Being constantly awake and trapped within his own head had left him a lot of time to reflect, on his life, his past actions, etc., and William now felt like a rather different person than he was when he first stepped into that scanner, months ago. More mature, for one. His patience was better, but that constituted as a character flaw that could only be helped so much, so mostly he'd just chosen to acknowledge it.

He was still curious, and still direct in his approach to most things. He didn't know why he was here, for how long, or how he was alone in the first place. And this, whatever his situation was, bore looking into, and possibly skull smashing. If he ran into anything with Xana's Eye on it, there would be smashing. No questions asked.

Well…at least he still had super smoke, for whatever reason. That was nice. It made getting around the maze of Carthage much easier. As he explored, he noted that he was still instinctively aware of where the tower he'd started from was. And now that he thought about it, he'd never seen a purple tower before.

_Must be mine then. _He thought, dropping out of smoke form on a random block. He'd floated around looking for any kind of activity, but hadn't bumped into any monsters. The maze didn't even seem moody enough to change shape today. So he'd gone somewhere he knew shouldn't have changed—the Core chamber. As he thought, it was still there, glowing and spinning idly in the middle of the spiraling room at the center of Carthage. He stood about level with it, arms crossed and well on his way to being annoyed.

_Where is everybody?_

Not in Carthage, that much was clear. He wanted to check the other Sectors, but wasn't entirely sure how he'd get there. Before, he'd just hung out in the digital sea between missions and then emerged from there wherever in Lyoko he was needed. Now that Xana wasn't part of him and protecting his virtual body from exploding on contact with the sea, he wasn't about to take the risk of trying something similar.

Towers were sometimes used as methods of transportation, but usually just around a single Sector. _…Well, it's worth a try._

So he made his way back. His original, purple tower was right where he'd left it. Entering it, he stood in the center of the platform and tried to recall how Xana accessed their coding and such, aside from just activating and deactivating them. Like the tower knew what he was after, an interface appeared in front of him, cloudy white and floating.

_Perfect. _He spent a few minutes fiddling with it, letting what remained of Xana's imprinted tech savvy do most of the interpreting for him, before somehow either creating or discovering a method of transporting himself from this tower to any other inactive one.

_Huh._ That wasn't so hard. When did he learn binary? _And to think, the most time I spent with computers was to play video games._

Fun times. Now…the Forest Sector. That was always a pleasant walk. A map of the Sector appeared, ten spread out, glowing dots signifying towers, though only nine of them seemed to be available for his use. Curious about the remaining one, he selected the tower closest to it and started the process. The interface vanished, there was light and pixels, and he was gone.

When William reformed, he was standing in an identical room in a nearly identical tower in the Forest Sector. Exiting, he paused just outside. Listened. Absorbed it all. Yeah, things felt…different. More raw, somehow. The more time he spent here the more William realized how much more in tune with Lyoko he was. Not quite like the sensitivity he had as Xana's avatar, and definitely not like when he'd first entered Lyoko as just a novice Warrior.

Shaking his head to dispel the strange thoughts that he really didn't have the capacity to fathom at that moment, he dispersed into smoke and began his wanderings again. He could feel where that one tower he couldn't transport to was located, and took his time getting there.

This tower was blue. A Way Tower? He could somewhat get why he couldn't just appear inside it then, but there was something weirdly familiar about it. Weird like this tower and the surrounding virtual landscape was a scene he'd witnessed a long time ago, right down to exact details—which made no sense, because he was sure that even when possessed, he hadn't gone near the Forest Way Tower. Somehow the 'memory' seemed even older than his possession, but again, that made no sense. And hadn't Lyoko's landscapes changed somewhat after it was destroyed and remade by Jeremy? Hell, there were times when he was sure the scenery changed just because it felt like it. Lyoko was practically an entity of it's own, after all…

The towers surface rippled, white waves expanding outward. Someone was coming out of it. Startled, and more than slightly wary, seeing how weird his day had been, William vanished into smoke and hid behind the nearest tree. Peeking around the side, he felt his jaw threaten to drop and hang open in utter shock.

It was _Aelita_…but not at all like William last remembered her being. Her virtual form had regressed—it was the white and pink and ribboned elf form he'd only seen twice before it had been replaced with the futuristic angel that Jeremy had designed. And she didn't stand like the battle honed, confident young genius he had witnessed her to be when times were rough. She was visibly timid, expression lost and confused, looking around with a mix of wonderment and complete lack of recognition—which was completely out of whack, because Aelita was the one who knew her way around Lyoko the best, after spending so much of her life stuck in it—

Wait a second. This wasn't familiar to him because he had experienced it before. It was familiar because _Xana_ had experienced it before, long preceding William even arriving at Kadic.

_But that makes no sense!_ He thought, frustrated and more than slightly panicked. _How could I possibly be here, like this, on Lyoko…_

"H…Hello? Is…someone there?"

Aelita walked slowly around the side of the tree, a cautious distance away, and saw William leaning against it. She gasped, green eyes growing bigger, but clearly didn't recognize him.

…_in the past._

**_AN:_****  
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_Right. There. First chapter : Done. Set the ball rolling._

_Lemme know what you think, yeah? I can't be the only Not-a-Child who's clung to some love for this series and was looking for something a little different than the norm._

_MB_


	2. Chapter 2

_**AN:** Can't stop. I've started it. Can't stop now. For the sake of my own sanity. MUST. KEEP. GOING. Or I'll regret it._

_It's for dear William. He totally deserves it, even if the masses don't._

_I Do Not Own The Obvious._

**Rewriting the Code**

**2 : Xana Awakens Part Two**

Aelita looked like she wasn't entirely sure whether or not to be frightened of him. He supposed he did look a bit ominous; she was, physically, even younger now, which made their height difference that much more significant. His virtual form had changed slightly he'd noticed, no longer sporting the Xana motif and slightly more stream-lined than he remembered, but it was still mostly black and the gauntlet on his left arm still had spikes coming out of it, which he admitted gave him a mildly more dangerous look.

Aelita…jeez she didn't just look younger she _acted_ younger. More innocent, more unsure of herself. Just looking at her seemed to kindle protective brotherly instincts in William, which was an odd feeling since he was accustomed to being an only child.

She stepped closer to him, curious and perhaps a bit hopeful. If this really was just after the supercomputer was first activated, then this would be the first time, to her memory, she'd actually been face to face with another person. "H…Hello?" She said again, almost a question. He stared at her a moment, wondering just how he was supposed to behave around someone he knew, but didn't.

He supposed he could start by being nice.

"…Hi." His response was soft, and she seemed to relax slightly.

"Who are you?" She asked, taking another step closer. She didn't know him, and really no one did, so he felt no need to lie.

"William." He stood fully, so he wasn't leaning against the tree anymore. "And you are?"

Her gaze fell. "I…I don't know."

His eyebrow lifted. "Really? You don't remember?"

"N…no. I don't even know…where I am."

He considered this. He wasn't sure how much interfering he could get away with and still have things happen the way he was sure they were meant to, but this was information she would be learning pretty soon anyway, so… It couldn't hurt.

"Well, I do." He lessened the distance between them, making her look up again when he stopped. He smiled at her faintly, hoping it was friendly. "You're in Lyoko, right now, in the Forest Sector." He waved a demonstrative hand at their surroundings. "And your name, princess, is Aelita."

Her lips parted, surprised, but no sound came out. Her eyes widened in something like puzzlement, but then flickered with some faint recognition. "How do you know?" She asked, in a small voice. He smiled some more, feeling the need to reassure her.

"You told me."

She blinked. "I…did?"

Well…not yet she hadn't. William just kept smiling. Aelita opened her mouth again to say something, but was interrupted by a sudden clanking and skittering noise. They both turned, William already with an idea of what to expect, and were met with a weird looking, robotic creature with a vague resemblance to a cockroach. Aelita stared incredulously for a second, not recognizing and perhaps not quite believing what she was looking at, as the red circle at the base of the creature's body began gathering light. Before the laser fired William pulled her out of the way and it missed. More monsters crawled up from behind the rock the one had perched on, Xana's Eye prominent on their foreheads.

William sighed. "Kankrelats. Of course…how could I have forgotten." He turned to Aelita. "Get back to your tower, you'll be safe in there."

"But what about you?" She didn't want to leave him just yet. He could see more questions burning in her soft green eyes, as well as concern.

"I'll be fine. They can't catch me." He gave her a reassuring smile, nudging her towards the blue tower. "Now go on, hurry up."

She still looked reluctant, but obliged. It wasn't far to run, and the most William needed to do to protect her was kick aside a Kankrelat that tried to charge it's laser. Once she was safely in the tower, he put his hands on his hips and met the 'gazes' of the monsters, smiling. They had yet to try and shoot him. Maybe because this younger Xana didn't know who he was or what reason he was there…or maybe because it could tell that they somehow shared something special in common.

"'Sup, Xana. Long time no see." He didn't expect the AI to know what he was talking about. Didn't particularly want it to. It was endlessly intelligent and could probably come up with hundreds of possible scenarios—but in this case, the likelihood it would discover the true one was very, very low. But that was fine—it could fill in the blanks however it wanted, and ultimately benefit no one. "Well…as fascinating as this conversation is, I have…things…to do. So…bye." He waved at the Kankrelats, smoke flying from his palm and shoving them right over the edge of the floating landmass, into the pale yellow 'water' far below. Once they were all taken care of, he smoked away, not thinking it wise to linger. He'd come back later to check on Aelita, and give things time to happen before making another move.

It was difficult to really tell how much time was passing in a virtual world where there was no day and night cycle, but William discovered, through much fiddling with his tower interface, that he could access a digital clock to tell him what time it actually was. Without anything to really do, and yet focused as he was on what he could glean from the supercomputer systems from his tower, hours seemed to slip by almost without notice.

William had finally figured out just why he was suddenly a computer wiz: the Annex Program. From what he remembered, only Aelita and the creator of the supercomputer—her father? In Xana's thoughts it was always 'the creator' or occasionally 'Franz Hopper'—had the original, but when he was possessed Xana had provided him with a copy so he could access towers. The definition of the Program was that it gave the user cybernetic artificial intelligence that allowed them to understand files and codes and binary and such. It was the 'protocol' connection Aelita, and now William, had to Lyoko itself.

He could understand why Jeremy had assumed Aelita was an AI in the beginning. Not only was it rather difficult to believe that a living person could survive so long inside a computer, but she had a fundamental tie to a virtual world and nothing in her head currently but the kind of knowledge you'd expect from an AI—and even that she might not be aware of at the moment.

William was…conflicted. He'd read the occasional story about people going back in time and using their foreknowledge to change the outcome of some event or another, but he wasn't really…comfortable with that. The Warriors had gotten along just fine before he came along and made things even harder than they were previously; and even then they usually came out on top. With him _here_ he wasn't sure just how his eventual involvement would change—was his body somewhere in the supercomputer like Aelita's was? He didn't know how that could be, when at this point he would have still been living with his parents in another city.

Most of what William knew about coming events was from Xana's perspective. Just flashes, a general overview of failed murder attempts. There weren't a whole lot of details, since they were inconsequential to the outcome and Xana didn't care about them. He had some pretty specific memories about Franz Hopper, as the one Xana saw the most of before being shut down, so he knew the whole truth about how Aelita had gotten here…but did it matter? He had no proof of any of that, and when he inevitably ran into the other's they would just assume he was an AI. He wasn't sure whether or not to discount that assumption, or just let them figure it out on their own. He knew they would eventually, since they did with Aelita.

Speaking of the little pink haired princess…She didn't remember anything. Not being human, not how she got here, and not her father. Even if William tried to explain it to her, he didn't know how to actually return her memories. Hell he wasn't even entirely sure why they were _gone_. Shock? Ten years of inactivity? Who knew. He was suddenly an innate tech genius, but he didn't know everything.

Something beeped. He came out of his deep, circular thoughts and blinked at the flashing alerts on the screen before him. Someone was just virtualized into the Forest Sector, and they had rather quickly gotten Xana's attention. He just watched, for a bit. The little cursor representing the hapless, younger not-yet-Warrior fled from the monsters without any real direction, and soon enough a second alert popped up as another was virtualized. He wasn't really sure whether to take action or not.

"They probably don't have any idea what they're doing…" He muttered, watching them travel. He could vaguely recall Odd very animatedly recounting his first experience with Lyoko, which was apparently accidental when he stepped into the scanner trying to retrieve his dog Kiwi. Ulrich readily admitted to having stolen the animal to use as a guinea pig when they hadn't much clue what the scanners were meant for.

He wondered if Jeremy was directing them at all as rather than heading for where Aelita was—in the opposite direction—they just wandered into the nearest tower. When they were suddenly relocated to the Ice Sector he laughed. They really hadn't the foggiest idea what was going on. It was strangely humanizing to his former friends/enemies: knowing that they too started out confused and amateurs, just taking things as they came along and figuring out the important bits along the way. The majority of the big revelations had come before William became involved, so it was an enlightening experience for him.

With a bit of meddling, he determined the unlucky duo now surrounded by Bloks to be Odd and Ulrich. He was seriously tempted to go and say 'hi'…but then they were devirtualized in about nine seconds flat and he almost fell over laughing.

It was possible he was enjoying this a little too much.

_**AN:**_

_The explanation on the Annex Program was pretty much ripped straight from the wikia. I rewrote it a bit so it'd fit, but the definition is the same._

_William does actually demonstrate something of a __mischievous side, if you pay attention. A few times. I've perhaps made him more withdrawn and thoughtful in this, but it's reasonable if you think about the recent trauma's that I will enjoy writing about. Possession was glossed over in the series mostly, and I do not intend to let that stand here._

_MB_


End file.
